KEHOE, J.
Tonia Bravo Llanten appeals from a judgment by the Circuit Court for Carroll County dismissing her complaint against Cedar Ridge Counseling Centers, LLC. Llanten presents three issues, which we have reworded and consolidated:
Answering both questions in the negative, we affirm.
We read Llanten's complaint "assuming all well-pleaded facts and reasonable inferences drawn therefrom in a light most favorable to the pleader." Reichs Ford Rd. Joint Venture v. State Roads Comm'n, 388 Md. 500, 509, 880 A.2d 307 (2005). From the complaint, Cedar Ridge's motion to dismiss, and Llanten's response to that motion, the following picture emerges.
Cedar Ridge is an association of mental health professionals that provides outpatient mental health services to children and adults. Llanten is a licensed psychotherapist and certified hypnotherapist. In January, 2006, she became affiliated with Cedar Ridge through a "contractor agreement" by which she agreed to pay Cedar Ridge an hourly fee in return for the use
At the same time, viz., January, 2008, Llanten became concerned that Cedar Ridge had failed to disburse all monies that were due her from insurance companies for her services. She notified Cedar Ridge that she wished to terminate their relationship. The termination became effective in May of that year.
On August 1, 2008, Llanten filed in the circuit court a notice of deposition for the perpetuation of evidence pursuant to Maryland Rule 2-404 (the "Rule 2-404 Notice").
On January 17, 2012, Llanten filed a complaint against Cedar Ridge, asserting claims for: (1) breach of contract; (2) unjust enrichment; (3) conversion; and (4) violation of the Maryland Wage Payment and Collection Act. Llanten sought $50,000 per claim, attorney's fees, and interest.
Cedar Ridge filed a motion to dismiss the complaint, contending that it was barred by limitations. It asserted that Llanten's claims accrued no later than January, 2008, which was four years prior to the date the complaint was filed. In response, Llanten argued that the filing of her Rule 2-404 Notice tolled the statute of limitations.
The circuit court held a hearing on the motion. On June 25, 2012, the court granted Cedar Ridge's motion to dismiss in a thorough and well-reasoned memorandum opinion. Concluding its analysis of some of the issues raised in this appeal, the court stated:
We agree with the circuit court and, in affirming its decision, will expand somewhat on its analysis.
We review the circuit court's application of law to the undisputed facts in this case de novo. Reichs Ford Road Joint Venture v. State Roads Comm'n of the State Highway Admin., 388 Md. 500, 509, 880 A.2d 307 (2005).
Llanten's complaint sets out four causes of action: breach of contract, violation of the Wage Payment and Collection Act, unjust enrichment, and conversion. Her contract and conversion claims are governed by Md.Code (1974, 2006 Repl. Vol.) § 5-101 of the Courts and Judicial Proceedings Article ("CJP"), which provides that "[a] civil action at law shall be filed within three years from the date it accrues unless another provision of the Code provides a different period of time within which an action shall be commenced." The parties do not dispute that Llanten's contract and conversion claims accrued no later than January, 2008. Her unjust enrichment claim is an equitable one but, because this cause of action is analogous to the legal remedies of breach of contract and conversion, the claim is barred if not brought within the applicable limitations period. Stevens v. Bennett, 234 Md. 348, 351, 199 A.2d 221 (1964); Grandberg v. Bernard, 184 Md. 608, 610-11, 42 A.2d 118 (1945). Her Wage Payment and Collection Act claim accrued two weeks after Cedar Ridge was required to pay her the wages in question. Md.Code (1991, 2008 Repl. Vol.) § 3-507.2 of the Labor and Employment Article ("LE"). Llanten's complaint is silent as to when her last wages were due but, if her relationship with Cedar Ridge terminated in May, 2008, her claim would have accrued no later than the middle of the following month. Llanten filed her complaint in January, 2012, outside of the limitations period.
Llanten presents two contentions as to why we should conclude that limitations does not bar her claims. First, she contends that by filing the Rule 2-404 Notice, she filed an "action" for the purposes of CJP § 5-101. Second, Llanten asks us to hold that the filing of her Rule 2-404 Notice had the effect of tolling the statute. We discuss these arguments in turn.
Llanten contends that her Rule 2-404 Notice, filed in August, 2008, constituted the filing of her action against Cedar Ridge for the purposes of CJP § 5-101. Specifically, Llanten argues that her Rule 2-404 Notice accomplished the same goals as a complaint:
Because CJP § 5-101 does not specify what constitutes a "civil action," the matter must be resolved by the courts. See Hecht v. Resolution Trust, 333 Md. 324, 333, 635 A.2d 394 (1994) ("Because the term "accrue" [in CJP § 5-101] is undefined
Hecht, 333 Md. at 332-33, 635 A.2d 394 (quotation marks and citations omitted).
Llanten is correct that, when she filed her Rule 2-404 Notice, she put Cedar Ridge on notice that she intended to file claims against it. Further, discovery of relevant documents in the possession of the opposing party is a step that is often necessary to enforce a litigant's rights. Ultimately, however, her argument that her Rule 2-404 Notice should be deemed a complaint is not persuasive because it is inconsistent with the language of Rule 2-404 as well as other Maryland Rules.
We begin with Rule 2-404 itself. Subsection (a)(1) states in pertinent part (emphasis added):
Subsection (a)(2) reads (emphasis added):
The repeated references to "expected" and "later" actions are inconsistent with Llanten's contention that filing a notice under Rule 2-404 constitutes filing an action.
Other pertinent rules undercut Llanten's position. Rule 2-101(a) states that, subject to an exception that is not pertinent to this case, "[a] civil action is commenced by filing a complaint with a court." A complaint is a "demand or request for judgment granting the relief the plaintiff is seeking." Scheve v. Shudder, 328 Md. 363, 373, 614 A.2d 582 (1992). Llanten's Rule 2-404 Notice does not seek a judgment against Cedar Ridge but rather
The only reported appellate opinion considering Rule 2-404 in any detail is Allen v. Allen, 105 Md.App. 359, 372-76, 659 A.2d 411 (1995). Our analysis in that case provides no support to Llanten. The primary issue before the Court in Allen was whether Rule 2-404 could be utilized as a discovery tool to permit a would-be plaintiff to assess whether he had a viable cause of action against his former spouse. Id. at 375, 659 A.2d 411. In the course of answering "no" to that question, we made two things clear. First, in contrast to its federal counterpart, FED.R.CIV.P. 27, Rule 2-404 is available to a person seeking to perpetuate testimony even if he or she has no intention of filing a civil action. Id. at 375, 659 A.2d 411.
105 Md.App. at 375-76, 659 A.2d 411.
While there was no need for us to address the point explicitly, our analysis in Allen is clearly consistent with the notion that a request to perpetuate evidence pursuant to Rule 2-404 does not constitute "commencing suit" but is rather a limited and very specific form of relief to preserve evidence in advance of litigation. It is a mechanism that can be utilized by a person intending to file an action, by a person anticipating that an action will be filed against it, or by a person who has an interest that might be affected by future litigation between others. We conclude that Llanten did not commence her lawsuit against Cedar Ridge when she filed her Rule 2-404 Notice.
Llanten's alternative argument is that filing the Rule 2-404 Notice tolled the running of the statute of limitations. In Philip Morris USA, Inc. v. Christensen, 394 Md. 227, 238, 905 A.2d 340 (2006), the Court of Appeals set out two necessary preconditions to the tolling of a statute of limitations:
Llanten argues that the court erred by failing to recognize that her Rule 2-404 Notice tolled the statute of limitations because her notice satisfied both conditions.
As to the first, Llanten contends that persuasive policy considerations support the recognition of a tolling exception because a notice under Rule 2-404 encourages settlements:
This argument is unpersuasive. As we made clear in Allen, Rule 2-404(a)'s sole purpose is to permit the preservation of evidence where that evidence is in danger of loss or destruction prior to the actual filing of a civil action.
Turning to the second condition, we conclude that treating a request to preserve evidence under Rule 2-404 as tolling the statute would be inconsistent with the generally recognized purposes of statutes of limitations. Statutes of limitations promote judicial economy and fairness by "encourag[ing] prompt resolution of claims,... suppress[ing] stale claims, and ... avoid[ing] the problems associated with extended delays in bringing a cause of action, including missing witnesses, faded memories, and the loss of evidence." Anderson v. United States, 427 Md. 99, 118, 46 A.3d 426 (2012). Moreover, as the Court of Appeals observed in Hecht, "[s]tatutes of limitation are statutes of repose, allowing individuals the ability to plan for the future without the indefinite threat of potential liability." 333 Md. at 333, 635 A.2d 394. We decline to frustrate these important public policies by permitting the filing of a request to perpetuate evidence through Rule 2-404 to toll the running of a statute of limitations.
After the circuit court granted Cedar Ridge's motion to dismiss, Llanten filed a motion to revise the judgment pursuant to Maryland Rule 2-535. Attached to the motion was an amended complaint that asserted, for the first time, the parties' agreement included a mandatory arbitration clause. The amended complaint alleged that Llanten had demanded arbitration on May 28, 2010 but that Cedar Ridge refused to participate. She requested a hearing on the motion. The circuit court subsequently denied Llanten's motion without a hearing. Llanten contends that the court erred by denying her motion to revise the judgment pursuant to Maryland Rule 2-535(a) without holding the requested hearing because "Rule 2-311(f) explicitly mandates that a court hold a hearing if its ruling will be dispositive of a claim or defense. A ruling is deemed dispositive if it finally and fully resolves a matter."
As to the merits, the circuit court did not abuse its discretion by denying the motion. Llanten's claims against Cedar Ridge accrued when she became aware of the facts that led her to conclude that Cedar Ridge owed her money. This took place, beyond cavil, no later than January, 2008 (as to her breach of contract, conversion and restitution claims) and June, 2008 (as to her Wage Payment and Collection Act claim). That Cedar Ridge subsequently breached a different provision of the contract by refusing to submit their dispute to arbitration does not reset the clock.
Id. at 374, 659 A.2d 411.
